The Last Time
by adlyb
Summary: He chooses Caroline because at least her face is her own. Nonetheless, he is still seduced by the Petrova allure. Klaus/Caroline, but really Klaus/Elena. AU after 3x14, Dangerous Liaisons.


Summary: _He chooses Caroline because at least her face is her own. Nonetheless, he is still seduced by the Petrova allure. Klaus/Caroline, but really Klaus/Elena. AU after 3x14, Dangerous Liaisons._

Spoilers: Everything through Season 3.

Rating: PG-13

Warnings: Character death

A/N: Written originally in an attempt to understand Klauroline- but devolved into shameless Klena UST. Enjoy.

* * *

He had known the dangers of looking into the doppelganger's eyes before he ever stepped foot in Mystic Falls.

All too well he remembers the way Katerina had ensnared him all those centuries ago, the way she had deceived him with her soft-spoken English and fluttering heart-beat. When Katerina had stolen both his moonstone and her mortal life all in a single night, thus ending his sole chance to end his solitude, the spell had broken and he had vowed that he would never forget again that any daughter born of Tatia Petrova's blood must pose an immediate danger.

Klaus spends so much energy simply _ignoring _Elena, simply thinking of her as a tool in his hand, that it takes him months to even notice her beautiful blonde friend.

And beautiful she is.

The first time he really sees Caroline—really _sees _her—is her eighteenth birthday. When he offers her his wrist to save her from her lover's bite and talks to her of genuine beauty, he's thinking of her, of course.

The infatuation only grows in the following weeks, and even all the bickering with the Salvatores over Elena's future and the unexpected reunion with his family—his _entire _family—doesn't dampen his desire for the girl.

He sends Caroline a blue ball gown more luxurious by half than anything she's ever seen before, and eagerly awaits her arrival at the ball his mother insists upon throwing.

Elena arrives first.

Dressed for the evening, she looks less the unsophisticated high school girl he whisked away to her death last spring and more the Petrova her ancestresses had been—a queen without a crown, beauty too terrible and cruel to look upon.

He stands in the back, stunned silent by Tatia's dark-eyed ghost until he senses more than sees Caroline tiptoe through the door.

Sharp relief courses through him as he drinks in the sight of her—golden, unsure, a princess rather than a queen, and everything a Petrova can never be.

Klaus swings Caroline into his arms for a dance, and almost forgets her friend.

* * *

Winning Caroline's heart takes years.

Not to say they are not lovers first.

He takes her body one evening a few months after the ball, when the night air is warm and still and she cannot resist him any longer.

Her mind he gains after a year spent listening to her, valuing her—all the things everyone always meant to do and somehow never got around to doing.

And her heart—he wins that one summer morning before Caroline's senior year in college.

She lies curled against his side in bed with him after an evening that never quite ended, tilts her head up and tells him, "I give up."

"What's that, love?"

"I give up. On hating you, on keeping you out—I give up."

He tries to keep the smile off of his face as she continues.

"Here's the deal: I love you and I've decided not to worry about it anymore."

He can feel her muscles tense against him as she waits for a response, and he revels in not giving her one for a moment.

She shifts to look up at him and her wide-eyed expression makes him chuckle. "Well? It's not funny." Caroline frowns and bites her lip. "I'm serious."

"I should better hope so. I'd be broken-hearted if you took it back now."

* * *

He keeps an eye on Elena, always.

When she is tired of watching the Salvatores squabble over her, when she can't stand to be caught between them anymore, she pulls a surprise move and leaves them both.

Klaus isn't there when it happens, but he hears from Caroline about the way she had brandished her USC letter of admission in front of the Salvatore brothers' faces when she had announced that she had chosen to leave by herself.

Caroline's mouth forms a little 'o' when she finishes telling him, and she clearly wonders if she shouldn't have said all that. "You won't stop her, right? Won't do anything weird about it?"

Klaus shrugs. "Arrangements will have to be made. I suppose it won't be too much trouble to send some hybrids out West to watch over her."

The answer seems to be enough for Caroline to accept, and she visibly relaxes.

Much to his surprise, Elena herself stops by his house the next day.

She looks somewhat shaken, but determined.

When he sweeps the door open and drawls, "Well, well, well, what do we have here?" as she walks past him, she meets his eyes and does not look away.

"I've come to tell you my conditions." It goes unsaid that she's referring to her decision to leave town.

He quirks a brow. "Since when do you set the conditions, sweetheart?"

She raises her chin, expression haughty in a way he doesn't quite recall Elena ever having been before. If anything, she resembles Tatia.

The thought, not an uncommon one these days, unnerves him more than he would like.

Elena crosses her arms under her breasts before she informs him, "Since always. You need _me, _remember, or at least you need my blood—and that's what I'm offering."

"Go on."

Elena doesn't stir a muscle as he circles her, waiting. A lesser girl would be frightened, knowing, as she does, what he is, what he's done and what he could do right now. But this is Elena, and he would expect nothing less than this implacable composure from Tatia's heir.

"Here's the deal," she begins. "I leave town. Twice a year, I give you a blood donation—"

"Four times a year."

Her eyes narrow. "Three times." She pauses for just a second, but when he doesn't make a counter-offer, she pushes onward. "Three times a year, I give you a blood donation. In exchange, you leave my family out of this, you stop toying with the Salvatores, and you leave town."

"Is that all?" he asks as he stops his circling to stand in front of her, so he can see her face. He's surprised by some of her omissions.

"One more thing." She reaches out, then, and lays the warm weight of her palm against his shoulder. "If you ever do a thing to harm Caroline, I will end you. I don't care what I have to do to see that done, Klaus." Her voice is flat when she says this. There's not a glimmer of hesitation or bravado in her eyes.

Over the centuries, quite literally thousands have offered him the same threat. The difference, in this moment, is that he believes Elena, God help him, he believes her.

He stares at her, and finds Elena staring right back. _Like looking into the abyss_, he reflects with more than a little unease.

"Alright, love, touché. You win," he finally tells her just to get her to leave.

She looks behind her just once before she gets into her car. Her eyes find him as he watches her from a second story window.

Pinned by her gaze, his heart lurches in his chest. He chooses not to analyze his feelings as he watches her pull away from the drive.

Klaus hears about Elena from time to time after that, sometimes from the hybrids he assigns to watch over and protect her in California, but especially from Caroline. Every four months, a refrigerated package arrives with a neatly sealed blood bag inside marked ELENA GILBERT. He knows from these things that she is healthy, safe, and more or less happy.

He never investigates further into her life, and he never makes any attempts to contact her.

* * *

The next time he sees Elena is on her wedding day.

Klaus sees the invitation sitting in Caroline's open dresser drawer one morning as he's searching their bedroom for his cell phone. He picks the thick parchment up and scans the page.

The wedding, he notes, is in a mere three weeks.

Caroline hasn't said a word about it yet.

He rolls his eyes when he reads the bridegroom's name spelled out in overwrought script— Elena's marrying another Nick, of all things.

He wonders who exactly is left to give Elena away.

When Caroline comes home, he hands her the invitation.

"Have you RSVP'd us yet?" he asks.

She taps the invitation against her fingertips. "Us?" she repeats, clearly stalling.

He smiles and takes a seat, throwing his feet up on the coffee table and tucking his hands behind his head. "No need to be so secretive, love. Surely you don't intend to miss our girl's wedding." He reaches forward and pulls her into his lap. "And since you are going, then I shall be there to escort you. These things come with a plus one, generally, do they not?" It's a destination wedding down in Florida, after all, so he doesn't consider his attendance a breach of his old agreement with Elena.

Caroline rolls her eyes, but it's an affectionate gesture. She's one of the few who would dare do that to him, and he appreciates the ease with which she treats him like a man.

Elena throws him a very different look when she spots him as she walks down the aisle on her brother-cousin's arm.

For the first time, Klaus sees what a Petrova looks like when her heart is not torn in twain.

Time has softened her, made the weight of her tar-black doppelganger's eyes nearly bearable. He can almost forget about the way she had made him feel the last time he saw her, nearly seven years ago in Mystic Falls.

Klaus watches her all through the evening.

The Salvatores are both at the wedding. Each takes his moment to swing the lovely Elena into his arms and whisper small things, private things, that make her throw her head back and laugh.

Caroline goes a few turns out on the dance floor with him, but she's busy most of the evening, flitting between old friends and pretending she is merely mortal.

Elena drinks glass after glass of champagne, gets a little too drunk, shamelessly hangs on that other Nick.

It's not jealousy that he feels, per se. But he does feel a certain possessive streak which he had not expected. He had felt that way half a millennium ago, whenever Trevor pulled Katerina into his arms for a dance or Elijah chased her through the gardens. It had burned him, that he could not have her, lest he remain cursed forever. Watching Elena plant open-mouthed and affectionate kisses on her husband's face resurrects those long buried feelings, and Klaus finds himself resenting the doppelganger for reminding him so damnably much of Katerina.

Yet eventually, there comes a moment when Caroline is preoccupied with the former quarterback, and Elena's Nick is letting a kindergarten-aged cousin dance on his shoes.

Klaus takes that moment to ask Elena for a dance, whether out of actual desire or some nagging feeling that he _should_, he cannot tell.

Elena hesitates only a moment before pressing her hand into his and letting him lead her onto the dance floor.

"I used to dance like this with Katerina," he murmurs, not sure why he feels he needs to tell her this at all.

The bride looks up at him, nearly black lashes fluttering against her cheekbones. "I used to dance like this with the Salvatores." She shrugs, the barest shift of her shoulder blades. "Things change."

He studies her. "No, Elena, _you've _changed." Her name sounds strange on his tongue, and he realizes how rare it is to say her name aloud.

Her expression shifts, and for a second, he wonders if this happy, giddy bride in his arms is all an act.

"Petrovas aren't long-lived," she tells him. "Our lives have never really belonged to us. I'm going to change that, Klaus. I'm going to live a long, long time. I promise you that."

The dance ends before he can think of a response. She's already pulling away as fascination with _Elena _takes hold of him.

* * *

The couple has a child two years after the wedding, a little boy they name after his father and call Nick.

He only meets the child once.

Usually, when Caroline goes to visit Mystic Falls, she goes alone. She had gone alone to each of her high school reunions, to little Nick's christening when she had stood as godmother, to Elena's birthday each year. His staying away is part of the arrangement he had made with Elena all those years ago, and he has no intention of breaking his word this time.

On this occasion, though, for the funeral of Caroline's mother, Klaus makes an exception, and takes Caroline himself.

Dry-eyed Elena says nothing to him when she sees him. All of her emotion is for Caroline, who squeezes Elena worryingly tight, to the extent that Klaus feels he should extricate her lest she harm his doppelganger.

Klaus tries not to let her see him watching her. He's not quite sure what to think of Elena, anymore, not quite sure what it is about her that interests him.

The wake, held in the Sherriff's home—which Klaus supposes now belongs to Caroline— is quiet, full of low-conversing, alcohol plied Founders' Council members, deputies, and other dignitaries. Yet the only people outright grieving are Caroline and, surprisingly, Damon Salvatore. Stefan actually has to pull Damon away from the wake before his stone-cold-drunk brother can make a scene.

At some point, Caroline disappears with Elena into her old bedroom, and Klaus is left to wander the familiar house by himself.

Pictures of Caroline line every surface—the Sherriff had loved her daughter dearly, and Klaus deeply respects her ability to accept Caroline's vampirism.

Absorbed in studying Caroline's life in film, he almost fails to notice the telltale sounds of a tiny heartbeat, pounding wildly against a fragile ribcage.

Klaus stoops down and finds a child, which he recognizes from Caroline's photo-stash as Elena's boy, cowering under the side service.

He's blond, with those too dark Petrova eyes, and for a wild moment Klaus thinks this is what his own child might have looked like, had his parents not come between Tatia and himself.

The child is only four, he thinks, maybe five. Too young to be left at a funeral by himself.

Klaus glances around and sees Elena's husband preoccupied with pouring a round of drinks.

He turns back to the child and offers him his hand. "Hello there, Nick. Do you want to help me find your mother?"

The child stares at his hand. "How do you know my name?" he finally asks. The teary tremble in his voice would be enough for anyone to know that the child is clearly frightened by the whole affair.

Klaus smiles, partially amused at the child's suspicion, partially in an attempt to calm him. "I'm a friend of your Aunt Caroline's. Your mother's with her now. Will you help me find them?"

"What's your name?"

"Nick, actually."

"Like me? And my dad?"

His amusement dissipates at the mention of Elena's husband. "Yes, like you and your dad."

"Okay." He scoots out from under the side service on his elbows and takes Klaus's hand.

The urge to pick the child up settles on him, and, not prone to denying himself what he wants, Klaus plucks the child up and carries him on his hip, the way Mikael sometimes did when he was still very, very young.

They walk right past young Nick's father without the older man noticing, until they are out of the room and Klaus hears him asking, "Has anyone seen my kid?"

Elena's child trembles, and Klaus fancies he's trying very hard not to cry—and from the wet spot on his dress shirt, not particularly succeeding.

The door to Caroline's room is closed, but he only gives it a courtesy knock before easing the door open and stepping into the room.

Elena's mouth is already open to say something no doubt chastising when she spots her son. She doesn't say a word to him as she takes the child into her arms and smoothes the hair from his face.

Klaus decides that motherhood suits her as he watches her soothe the child, attention totally diverted from anything else.

Feeling like an intruder on the moment, he turns to leave, but not before Elena catches his arm and mouths the words, "Thank you."

* * *

The last time he sees Elena is at Caroline's fifteen year high school reunion. After the last one, Caroline had said no, she wouldn't go, she looked too young—but when the announcement came, she couldn't resist.

The reunion, held in the school gym, is brimming with alumni and their spouses, but Caroline cuts through the swath to find Tyler easily, just as Klaus does not have to look too long to spot his girl.

Elena is thirty-three and, for the first time, looking at her does not break his heart. Her face is fourteen years older than he's ever seen it, too old to sting him with Tatia's imperious frown or Katerina's impish humor, and he quickly decides that Elena's thirties look good on her.

He saunters up to her as she's pouring punch into her cup, and asks her, "Where's your stalwart husband tonight, love?"

Elena turns and cocks her head as she eyes him. Wrinkles—_laugh lines_—are starting to web the delicate skin around her mouth and eyes, and her expression has taken on a certain maternal knowing.

"He's at home with Nick," she finally tells him after she spends a minute weighing him. "Where's Caroline?"

He nods his head in Caroline's direction. "I can hear her in the hallways. I suspect she and Tyler are about to spike the punch."

Elena pauses with her cup raised to her lips. "So I suppose this should be my last cup?"

"Unless you'd like the night to get a lot more interesting."

"_Interesting_." She rolls the word around in her mouth. "You know, I don't recall the last time I had an interesting night."

He pulls a flask from his coat and offers her a smile that would devastate any other woman. "Care to have one now then?"

Elena's eyebrows shoot nearly to her hairline, but she doesn't say no. Instead, she glances around at her assembled classmates before holding her cup out to him for a splash.

He sees Caroline across the room with Tyler. She throws him a pointed look when she notices whom he's standing with, but he waves her off. Caroline looks like she wants to intervene anyway, but Tyler grabs her arm and points in the quarterback's direction, and Klaus already knows she will spend the evening with her exes rather than come back to him any time soon.

That suits him just as well.

Although there are couples trying to dance out on the floor, Elena wrinkles her nose when he offers.

"I have never once been to a successful dance at this school. If we dance now, then someone's going to wind up dead." She finishes her cup and holds it up for another top-up.

"Ah, but what if it's the villain who asks you to dance? Surely you're safe then?"

She tucks her chin to her chest so she can look down her nose at him. "You _do _remember the '70s dance, right?"

"Point taken, I suppose."

"Good." She leaves her empty cup on the bleachers and pulls him from the gym, toward the swimming pool. "Let's leave the party then."

She's drunker than he had thought.

He realizes this when Elena dashes ahead of him, and he has to force himself not to chase after her, to keep a normal pace.

When he swings open the double doors, Elena is already in the pool, dress and shoes in a haphazard pile by the diving board.

"Swim with me," she calls as she turns onto her back and slices a lazy stroke through the water. The movement draws his attention to her long, lean legs, to the perfect swell of hip that juts above the water when she twists to complete the stroke.

Klaus takes off his dress shoes, his jacket and his shirt and his pants.

Elena waits for him, watches him as he pauses at the water's edge.

"Come on," she calls. "I'll probably drown if you don't join me—and then where will you get your hybrids?"

"Strictly speaking, love, there'll be another doppelganger in about 500 years."

"You mean one of Nick's descendents." She swims closer to him. "That's still a hell of a wait. Come save yourself the trouble."

The problem with Petrova women is that he can never quite say no.

He dives in, then, and comes up right in front of her.

She screams, and for a few seconds it's all splashing and the sound of Elena's delighted laughter, until he has her in his arms, her legs wrapped around his waist.

They both seem to realize how intimately they are pressed together at the same instant. Elena stills completely, silent except for the rapid pulse of her breath.

Like this, he can feel the whole length of her at once, can taste the arousal on her skin even before it spreads into her eyes.

If he leans forward, he could kiss her, and he knows that she would kiss him back.

Klaus swallows and looks away. "Come now, sweetheart, let's get out of the pool."

He disentangles himself from her, save for the loose grasp on her wrist that he uses to guide her to the ladder.

Elena follows him out of the pool without saying anything to him at all. That moment between them has shaken her, he can tell. She says nothing as she tugs on her dress or steps into her shoes, but she casts glances his way whenever she thinks he's not looking.

Finally, Elena steps over to him, clothes rearranged though somewhat damp. She looks to him, clearly waiting for him to speak first.

"Let's get you back to the party, shall we?"

He escorts her back to the gym, and finds Caroline as quickly as possible. He spends the rest of the evening avoiding Elena, uneasy lest Caroline suspect anything.

When Caroline is saying her good-byes, Elena slips in front of him and tries to pull him aside. There are questions written in the way she looks at him that he's not ready to answer.

He shakes his head _no_, and turns away as Caroline gives Elena a farewell hug.

Klaus regrets, later, that he hadn't taken the opportunity to look at her one last time.

* * *

A random act of violence snuffs out her life the following week, and there is not a damn thing he can do to change it.

He hears about it from one of his hybrids, who had the unfortunate task of letting him know what had happened. A stray bullet had gotten her while she drove, and the resulting car crash had killed her child.

Klaus questions the hybrid thoroughly before killing him.

That's how he learns about the accident before even Caroline, who calls him with the news within a half hour of his hybrid's arrival.

He leaves for Mystic Falls without saying anything to Caroline and finds the others he'd had watching her, the ones who hadn't been vigilante enough, who should have taken the bullet for her, and pulls them apart.

It's not enough. Even when he eventually tracks down the gunman and butchers him like an animal, it's not enough.

Caroline calls, and when she gives him the funeral details, there's no anger in her voice.

"I'll see you there," he promises. To whom, he's not really sure.

It's a closed-casket visitation, but he lifts the heavy casket lids and looks anyway. First, at Elena's child, the true end of the Petrova line, then at Elena…

It's much more difficult to look at Elena, her eyes now mercifully closed forever. He remembers how her gaze used to upset him—he always knew the danger of looking into the doppelganger's eyes.

Jeremy Gilbert gives the eulogy. The Salvatores, for once, have nothing to say, and Elena's husband—no, her _widower—_is too much a wreck, Klaus observes with disgust, to be trusted with giving his family a final, formal farewell.

That night, Klaus and Caroline go home to her mother's old house. They slip into bed together, and when Caroline's shivering sobs trickle down into silent tears, he wraps his arms around her and pulls her against him.

Elena had been doomed from the beginning. Any woman born with Tatia Petrova's face inherited her destiny.

In the end, he had chosen Caroline because at least her face is her own.

* * *

A/N: Please review! And thanks for reading!

~adlyb


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